Schlagwort-Archive: Reverse Merger

How To Go Public: Good Luck, You’re Going To Need It

Taking a company public has multiple intricacies. I get calls and emails daily from people who want a quote for taking their company public and I respond the same way each time, „No Thanks and good luck, you’re going to need it if this is how you’re approaching the process of going public“. Business owners who are seeking a ‚competitive quote‘ from a consultant to take them public are asking for trouble and just begging to attract the wolves. Its shocking how many startup consultants are crouched over in darkened alleyways waiting to pounce on unsuspecting entrepreneurs and take their money and deliver absolutely nothing.

If you want to find a consultant worth their weight in salt you need to take the approach of general evaluation using targeted questions to find out if they are truly qualified to take your company to the next level. First and most basic, ask them if they are offering a turn-key public offering service, meaning do they participate in everything from soup to nuts including but not limited to: S1 filing and comments completion for SEC approval and market maker designation and 15c211 filing with FINRA to obtain symbol.

Think of this as the stuffing between the OREO cookies. Now you need to qualify them for their pre public and post public solutions. Pre public you need to make sure they will assist you with corporate structuring, expansion strategies, board of adviser selection, board of director election, executive pedigree evaluation for a public company, corporate and executive publicity generation using traditional means of radio and TV expert panel participation and viral publicity branding.

Your post public strategy is crucial and should be set in motion pre public so that you can hit the public market full throttle from the onset of your public offering. Post public strategies should entail a vast and in-depth investor relations strategy using stock alerts, press releases, promotion to market makers and other advisers, TV and radio interviews, article publishing and growth through acquisition just to name a few strategies.

You shouldn’t come out of the gate and lead the consultant to answer with the above information but target your questions so that they are general enough so that the consultant gives you their pre customized, boilerplate template strategy.

Going public can be extremely rewarding if done properly. Don’t try to do this on your own. Find qualified professionals to take you through the process in a structured and orderly manner.

Stop wasting your valuable time. Find out How To Take Your Company Public, visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger, S1 Filing or Incubator Program that best fits your needs

Educate Your Child Or Watch Them Crumble: The Sad Future of Global Economic Strategies

In life, real life (not this politically correct utopia brainwash content they are force-feeding our children with in school to cripple their minds) is truly, absolutely survival of the fittest. Make no mistake intellectual battle lines are drawn and at the end of the day there are two educations a child gets today: School and Home.

At school children are taught that if they play along with the group, all is well, they’ll get good grades and if they say no to drugs, fall on bended knee before the teachers they will make it. A child’s education at home must be about applications, strategy and considering the public education game a playground. Understand that when you send your child to school they are submerged in a ‚follow the leader‘ subculture that goes like this: go to class, study, ready, test well and put your napkin on your lap at lunch get into college and get that piece of paper that convinces intellectual halfwits that you’re qualified for that $30k paper pusher job, fall in line with the student loan suffocation mechanism to allow the government to take their piece of the action and you’ll be fine.

As parents, we need to have a strong, updated comprehension of this because we place our children in a position where they are tied down and force-fed by self proclaimed intellectual scholars yet the reality is they teach because they cannot do (yes I know I’ve said this before but keep reading). Those who can apply the tactics taught in school go from tactician to strategist. A strategist is able to apply the tactics studied in university class rooms to their current and immediate environment, ‚teachers‘ also referred to as ‚tacticians‘ cannot.

Train your children in the Machiavellian ways that have been demonized by those who are afraid to lose control but mastered by those in control. Throughout elementary and high school training it is your job as a parent to show your child how to apply what they are learning in school as the instructor as their educational facility is unable to do this as they are a tactician not a strategist. Strategists own the companies that tacticians work for. Strategists are on the board of companies and have C level executive stations while hiring and firing an ongoing ocean of tacticians. How can you tell if you’re child’s teacher is a tactician as opposed to an educator with the full package? They treat the halfwit concepts of the new ‚political correctness‘ as if they were laws passed down from Mount Olympus and constantly use backwards, mean nothing terminology such as hyphenated ethnicities which is nothing more than one additional strategy used by the powers that be to separate the citizens of this nation even more in turn securing more of a strangle hold on the minds of our youth, they take a kumbaya approach to communication with a ‚there is no wrong answer‘ process to confusing the balance of a soft maturing mind, they’ll teach about Victoria, self proclaimed Queen of a so-called ‚United‘ Kingdom with no mention of the ongoing British attempts to infiltrate this country with chaos missions during the civil war, the war of 1812, multiple invasions from Canada early in the history of our Nation and ongoing via economics and our current legislative and trade system.

Its war and we are battling for the minds of our children in order to keep them from entering into the zone of the mindless drone. They will brainwash your child all day in school, instead of handing your child over to more negative influences by allowing them to sit in front of the idiot box for four hours per night, give them books to read like the Art of War, The Prince and other books that will train them to assimilate this lame public/private school education into practical, strategic concepts that will set them apart, above and beyond their peers.

Find out how to globalize your business or You’re your Company Public , Find out how to Structure Your Company to grow fast and raise capital

Advantages And Disadvantages To Going Public – S1 Filings – Corporate Expansion

Companies decide to go public for many different reasons: expansion, need for capital, exit strategy, acquisition facilitation, globalization etc. But what are the real advantages to going public? First, let’s go over the disadvantages. Your life becomes an open book and as an executive your spending habits and failures will be a matter of public information with your annual and quarterly filings.

You’ll be accountable to shareholders. You’ll have a board whose main interest is the company and the shareholders no you or your need for a new luxury car, financial bonus or need for a quick loan from the company that was once possible and easy when your company was a sole proprietor entity. You need trading volume and without it your stock is worthless and your company becomes a blind, deaf, mute, quadriplegic (a bit extreme but you get the point).

The advantages are numerous if your company is ready for the public realm. With a solid trading volume, minimal dilution of stock, solid executive management, an active board of directors, powerful strategic alliances and the ongoing advisory of a strategies consultant your company can expand globally, identify and grow through acquisition and subsidiary mergers, purchase entities and services with stock to retain cash flow.

Banks and other institutional lenders will make more funding solutions available. Your exit strategy is built in and turn-key.

The most successful public companies have a few common themes built into their infrastructure. They have recruited a proven and tested CEO, CFO and COO with professional pedigrees and track records that are recognized in the industry and media and will bring with them a strong following of partners and solution mechanisms that will typically yield instantaneous, empirical results on behalf of the company. The board of directors is restructured so that major industry enhancing components are represented such as industry niche legal, financial, distribution, domestic and international. Each of these board members will put their contact portfolio to work for your company for immediate and long term growth and stabilization. One other aspect that all prosperous public entities have is a strategies consultant that keeps everything in line. This individual is also what is referred to as a ‚fixer‘.

This professional will typically stand in the background constantly analyzing every aspect of the company for weak points and correct them. Whether it be a lazy board member, potential acquisition, CEO not pulling his/her weight, potential legal issues etc., this strategist has a keen eye and typically a massive contact base that, when put into place can correct virtually any situation quickly and seamlessly.

Going public is a great strategy for the right organization. Having all your ducks in a row pre and post public is the key to a successful offering and public markets longevity.

Find out how to globalize your business or You’re your Company Public , Find out how to Structure Your Company to grow fast and raise capital

IPO Consultant – Globalization Strategist – Taking Companies Public

It’s outside the nature of the strong willed, motivated IPO consultant, global strategist or structuring consultant to give up and through in the towel but sometimes failure is the only option. When you deal with a company, which will represent most of your clientele, that will follow instructions to get from point A to point B you can help them succeed promptly with little resistance and you can optimize their position with relevant ease if you are truly qualified for the contract that you’ve taken on.

But when you step into an organization that at first is motivated and then because hesitant and fights you on the aspects of your solutions that will help them but they need in depth descriptions and conference calls in order to move on one minute detail of the strategy it’s time to step away. Benchmark your fees so you don’t have to negotiate a refund.

Get a small retainer and set up the remaining fees that are bench marked, success first, then payment. This way the worst that could happen is that the company get’s free services and you walk away leaving the company better off than when you started and they have no angle in which to speak maliciously about you.

If you have a client that brings you on and then fights you for change there is a deeper rooted issue at play. There are psychological elements of insecurity, inferiority, partner disputes, undisclosed debt and other things that are outside of your control so don’t take giving up as failure. Sometimes stepping away is best for the company but only if your billing cycle is as described.

It’s important to leave the company better than it was before your were contracted. Your job as a consultant is about creating value and sometimes creating value is limiting your ability for personal capitalization.

Take it on the chin and move on. There is no shortage of assignments for good consultants in this desolate economic climate.

Want to find out more about Taking Your Company Public, then visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger or S1 Filing for the best results

Reverse Mergers Into Shells – Plastic Palm Trees and The Hunchback of Notre Dame

Clean OTCBB shells that are ready for a reverse merger are like the legends of White Elephants, the Chupacabre and Bigfoot. Everyone has heard of them but no one has seen one. I have seen so many fly-by-night consulting firms pop up in the past year it’s depressing. Of course the claim to have 17 years in the industry with 100’s of reverse mergers tomb stoned on a page that ‚they just can’t remember the link to‘.

I’ll tell you what, if you’re sold on going public with a shell and won’t consider any other way, make it easy on yourself walk into your local Burger King, give the cashier $200,000, lay down behind a Mack Truck that is backing out of a parking space and fill your bathtub with razorblades and rubbing alcohol and dive in face first, be sure to set yourself on fire before the dive. Believe me, the above is far less painful than a messy reverse merger.

Sure, solid shells exist but it will cost you a ton of equity, $500k + in upfront fees and an ongoing Sumo Wrestling match with FINRA and inherited shareholders. That said, I have seen a few successful reverse mergers into Pink Sheet shells with the intent of qualifying for the BB. The bad news is, they didn’t and don’t have a chance in hell of ascending to another exchange (well maybe Frankfurt and other pump and dump domains) and the good news is, they did successfully merge while simultaneously being 80% diluted within three months with a par value of .007 per share. So they succeeded in merging but completely failed at the attempt to fund their company or secure actual trading volume.

Going public is a big decision and if done properly can be incredibly rewarding for the company, shareholders and the company’s strategic partners who find themselves in the spotlight and mentioned on press releases, webinars, roadshows and other investor relations branding and promotion. Do yourself a favor, if you care about your company at all; if you want to survive and thrive in the public realm and don’t have $200m in annual revenues, file an S1. It takes a few months longer but it’s a move that will create a foundation for a customized filing.

Consulting firms that actually care about their clients and truly make their money on the back end once the company is public as opposed to front heavy fee oriented structures will always do an S1 to preserve the longevity of their client’s company. Think about it!

Looking to Grow Your Company? , find out how to Structure Your Company and Grow Fast With an IPO

The Art of Executive Interrogation: How To Hire The Right Executive Every Time

If you are taking your company public, expanding your corporation, doing in house cleanup to get rid of dead weight or just filling a C level or VP level position at your company your hiring method should be clear, concise and strategic. You need to take into consideration every intricacy that the individual being interviewed has to be exposed. You need to pay attention to what is said, not said, gestures, verbal intonations and the overall presence of the individual. Here are a few things to take into consideration when hiring an executive. These are elements outside of the resume.

First look at the obvious. Evaluate the overall attire of the individual pay attention to his suit, dress shirt, tie and dress shoes and even the shoe laces. Are his suit, shirt and tie crisp, conservative and pressed? Are his shoes shined, scuff free and are his shoe laces in good condition? When he crosses his legs and his socks are exposed what is the condition of his socks? These things may seem artificial, pretentious and pointless but keep in mind, you are hiring the appearance of the individual as well and most times the clothing condition and selection tell us a lot about the subconscious activity and mindset of the individual. Do they pay close attention to detail? Do they have a clean presence? These things are ‚tells‘ every time the executive stands before a client or panel.

Next the interview, obviously you’ve gone over their resume and checked references before you even bring them in for a serious interview so let’s go past the general inquires that go along with an executive interview. You need to evaluate their intellectual and emotional fitness by getting right to the point. How much do they know about your company? Finding out how much they’ve researched the company will demonstrate their level of motivation in becoming part of the team with a focus on contribution. The strongest candidate will come into an interview ready to define their role and express the realities of what they bring to the table in the form of contacts and intellectual capital.

Ask them, in their own words, from their own research, where they see the company in 5 years with them in a leadership position. Ask them to give an example of 5 to 10 strategic alliances they have planned for the company and what that will contribute to the bottom line of the company. What expansion experience do they have? Ask them what makes a company in your position better or worse for being public or private and have them elaborate. Ask them to critique the top executives of the company and how they would reorganize the company if they had their way. Get past the artificial nature of educational pedigree and ask them about their professional pedigree and how it has prepared them to join your corporate team.

Now during this process pay close attention to their physical gestures and take notes. As you’re asking them questions look for their subconscious movements that they are using to communicate. Look for gestures that demonstrate confidence, arrogance, insecurity. Are they sitting back in their chair when they are talking (if so they are too comfortable, a qualified executive will be sitting up straight without letting his back rest on the chair, you on the other hand should be relaxed and sitting back). Are their legs crossed? Are they using their hands? Is their forehead crinkled or calm? Are they making use of a strong vocabulary that can strengthen their presentation etc?

Hiring the proper executive for a specific role in the company can be challenging but using the process above to help weed through the poor candidates will help you in securing the perfect candidate.

Want to find out more about Taking Your Company Public, then visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger or S1 Filing for the best results

Taking Your Company Public and How To Raise Capital In Tough Times

As the unfortunate recipients of a bastardized economy whose immediate future is as grim as the past two years there is a massive economic shift. Banks are crumbling towers of cards and executives in charge of this so called ‚rebound‘ effort are about as qualified as a blind, deaf, mute, quadriplegic trying to win the iron man. In short, at this rate we’re in big trouble.

How ca a global economy prosper when we have intellectual midgets at the helm as nothing more than marionettes dancing to strings attached to the fingers of bureaucratic madmen controlled by power, greed and the need to dominate? The answer in short, take the control out of their hands and put it in the hands of the people. Companies need to stop looking to the government and bailout legislation for assistance.

„What the government Giveth It Will Surely Taketh Away“. The government gives only to receive ten fold. Banks and institutional finance are under the thumb of the Federal Reserve, a private organization keeping the citizens of this country in debt with fractional reserve lending and FDIC criteria that turns well intentioned banks into armed henchmen.

The only way to step out and take control of our economic fate is to step out of the institutional mainstream and all things associated with the traditional ’system‘. The best way a company can do this is by going public. Taking your company public allows you to take control of your financial destiny and take advantage of the OTCBB (Over The Counter Bulletin Board), London Exchange and Frankfurt Exchange. The NASDAQ and NYSE are great but flawed by institutional over involvement.

Align yourself with globalization consultants that can take our mid size regional company and transform it into a well oiled, economically viable international powerhouse. Going public can offer you the financial means to eliminate the fragility that automatically transcends into your business model when held hostage to the institutional mainstream. You have a great product or service, you have customers, go public and then go global. Nothing is holding you back from there. Your future is bright! Now get out there and make it happen.

Want to find out more about Taking Your Company Public, then visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger or S1 Filing for the best results

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Taking Company Public? Pros And Cons Of Reverse Mergers & Direct Filings

Now more than ever public shell predators are out in full force taking advantage of CEOs and corporate executives who need to go public in order to gain more influence in the marketplace, raise capital, grow through acquisition and bring on prize executives with share ownership.

Many uninformed board members and ‚C‘ level executives who take the route of a reverse merger fall prey to shell selling hoodlums who retain a sizable portion of the company after transfer as well as cover up liens, free trading shares and other issues that will have a tragic effect on the new owners of this shell that will soon crumble after the merger is complete.

Another issue that reverse mergers have is that the original investors in the entity want out and the second the stock price achieves even the most modest of gains it will virtually immediately plummet due to the original shareholders liquidation of their shares. This liquidation will typically take the company into the black hole of no return as the share price will never rebound and the once profitable company is now a tumbling house of cards.

I’m not saying that reverse mergers can’t work. There are some solid firms out there who set up quality shells for reverse merger activity but before proceeding with a merger, one should contract with a solid corporate strategies consultant for references and industry insider information.

Customized filings, on the other hand, have fewer draw backs but there are still problem areas. In taking a company public via direct filing one should choose a firm with a solid track record for rapid completion of the s1 comments phase and FINRA approval. The third party audit should be done by a firm proven in completing this solution in a timely manner. Most lawyers and consulting firms take 10 to 12 months to take a corporation public on the OTCBB. But there are some elite, turn-key ‚Go Public‘ facilitators that do so many of these transactions that it will only take 3 to 4 months for the entire process.

At the end of the day both reverse mergers into public shells and customized, direct filings are viable options for achieving a public trading symbol and raise capital and all the other pros and cons that come and go with having a public entity but before moving forward one should be well read and in the know of the good, the bad and the ugly with both routes.

Stop wasting your valuable time. Find out How To Take Your Company Public, visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger, S1 Filing or Incubator Program that best fits your needs

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Strategic Partnerships Will Help Get Angel Investors And VC’s To Invest In A Company

When an investor is looking at your business they are obviously looking for the basics: an executive team that has worked with other companies in your industry at the exact stage you are at now with a solid track record of success, an active advisory board that is eager to help and has a solid comprehension of your industry, a board of directors that acts as your company’s strategic think tank and action center where the tough issues get dealt with and questions get answered. Investors also want to see that you are in a growth industry and that all involved have the discipline to step out of the emotional ups and downs of a start up or company seeking capital and look at the business objectively.

All this said, the one aspect to creating a salivating group of investors is your massive and powerful strategic partner database. These partners are able to enhance your company is ways of distribution, sales, contracts, legal, tax etc. The partners that you team up with are often build off of and initiated by the rapport of your executive staff, board of advisers and board of directors. Your corporate attorney and accountant should also contribute heavily to helping you build strategic alliances with like minded companies in their client base. These companies that you are teaming up with allow for rapid expansion and optimal eye candy for people that are interested in placing capital with your company. Having some big names in your corner with the label ’strategic partner‘ just sweetens the pot. Companies thrive and dive on relationships.

If you are considering raising capital with a Regulation D exemption like 504, 505 or 506 (also referred to as a Private Placement Memorandum) chances are, your company will be funded by angel investors, private investors and other private equity money sources. Having a powerful partnership base is like adding a blanket and warm milk to your business plan and PPM when handing if off to the investor, it’s soothing and comforting to see that you’re not alone but you have some big names helping you on the road to success.

Are you thinking about taking your business public? The same thing goes. The public wants to see that you are in bed with big names who can step in and help your company out of a tight spot and that you can co-op advertisements and promotional campaigns together.

Raising capital is easier when you are moving forward with establish partnerships to ease the weight of the load and stress that comes with a growing company.

Want to find out more about Taking Your Company Public, then visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger or S1 Filing for the best results

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Take My Company Public – Reverse Merger Transaction – OTCBB

Take Your Company Public: Beware of Scams! Many entrepreneurs dream of taking their company public and expanding their venture into an international enterprise that begins to hemorrhage investment capital and profits from the get-go but then reality sets in as one begins to navigate the dingy, shark infested waters of the ‚go public‘ market place.

There are consultants and boiler room penny stock misfits just waiting for you to stumble onto their site and in only a few minutes on the phone you’re reeled in and signing contracts and making wire transfers and equity disbursements and at the end of the grueling 3 to 6 month process, you’re broke, your company is in shambles and you just stand their staring off into space feeling like the boogie-man just slapped you around. Welcome to an industry where the weak are preyed upon like wolves on an injured lamb tangled in a fence.

If you are serious about going public there are some structures to stay away from because 99.9% of the time they fail. Pink Sheets and Reverse Mergers into a public shell are two formations to be very weary of. Pink Sheets are almost a completely unregulated trading platform and known by any savvy investor as the ‚red light district‘ of the public trading industry. Pump ‚em and dump ‚em is the name of the game with Pink Sheets. Stock Price manipulation is as common with pink sheets as gross stench is to 5 day old road kill on a desert highway. If you are going to get involved with Pink Sheets find an attorney or consultant that can guide you around the scam artists, it’s difficult to make in on the Pinks but I have heard of a few companies making it.

The next cesspool in the trading industry is ultra popular (for newbie’s) and the number one ‚big mistake‘ made by countless ‚go public‘ rookies, the reverse merger into a public shell ouch! It even hurts to say it. I get calls on a daily basis from business owners who thought they were getting droppings of manna from heaven when a consultant suggested that they save $100,000’s and months of work by simply buying a public shell and merging their entity with it and abracadabra you’re big time and public and making millions. Sadly the reality is that this poor sap just spent $200k on an entity with liens and 15% equity distributed to a group of investors who pumped up the stock and dumped it before the ink on the contracts was dry. Now his dreams are shattered, he’s broke; his company will get stripped down and sold off in pieces like an unlocked car in the ghetto.

It’s sad when I see the same scams perpetrated on the uninformed over and over again. If you are trying to raise capital, find a consultant, objective broker dealer or attorney who will listen to your needs and before doing anything will give you the good and bad news about the various options. Taking your company public can be one of the most rewarding experiences of your career. You can purchase other companies with stock. You can use stock as collateral for quick loans to support growth. You can reward employees with shares in the company for meeting certain objectives. Go public, fulfill your dreams just use caution as you proceed.

Looking to Grow Your Company? , find out how to Structure Your Company and Grow Fast With an IPO

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public